The SEC announced charges against an investment advisory firm and three of its top officials for violating the “custody rule” that requires firms to follow certain procedures when they control or have access to client money...more
Senior Fed Officials Encourage Financial Industry Firms to Improve Compliance Culture -
Enhancing culture was the theme at a workshop on “Reforming Culture and Behavior in the Financial Services Industry” held at the...more
There are two proposals making their way through FASB that will have far-reaching implications for most financial statements—including those of private companies. Even though neither of these proposals has been finalized,...more
Through its recent Regulatory Notice 14- 35, the Financial Industry Regulatory Authority (“FINRA”) announced and sought comments on its proposed new Rule, FINRA Rule 2231, governing the frequency and availability of customer...more
Desktop Staleness Calendar For 2015 Offerings For Issuers With A Fiscal Year Ended December 31, 2014.
Please see full calendar below for more information....more
Commissioner Luis A. Aguilar provided the most recent illustration of the SEC’s renewed emphasis on enforcement actions involving accounting and financial statement fraud when, on August 28, 2014, he issued a rare written...more
Generally accepted accounting principles, or GAAP, presumes continuation of a reporting entity as a going concern as the basis for preparing financial statements unless and until the entity’s liquidation becomes imminent....more
Organizations lose approximately five percent of their revenue each year to internal theft and fraud, according to the Association of Certified Fraud Examiners' (ACFE) recent Report to the Nations on Occupational Fraud and...more
As you are probably aware, the latest revisions to Article 9 of the California Commercial Code became effective on July 1, 2014. Rather than providing an exhaustive list of all of the revisions to Article 9 of the California...more
The CFPB’s final rule amending Regulation Z, which implements the Truth in Lending Act (TILA) as amended by Dodd-Frank, became effective January 10. Among other things, the new rule requires mortgage servicers to provide...more
Auditor independence is critical. The opinion issued by the audit firm regarding the financial statements of an audit client represents in part that the firm is independent. That judgment is based on an assessment of all the...more
In this decision in a proceeding pursuant to 8 Del. C. § 220, the Court of Chancery held that a corporation cannot condition a stockholder’s access to its nonpublic financial statements on the stockholder’s agreement not to...more
If you thought it was difficult to make a federal securities fraud claim stick in the Fourth Circuit, the court has now raised the bar even higher. The Fourth Circuit recently affirmed a trial court’s dismissal of securities...more
SEC Division of Corporation Finance Director Keith Higgins recently suggested that the SEC will review the rules requiring separate financial statements or separate financial information under certain circumstances for...more
Lawyers typically view the accountant’s role in franchising to be mainly auditing the franchisor’s financial statements and consenting to their use in the FDD. But accountants can play other valuable roles, from developing...more
Should companies look into the driving records of the CEOs that they hire? Robert H. Davidson, Aiyesha Dey, and Abbie Smith answer that question in a forthcoming Journal of Economics paper. These authors examined a sample...more
Deadlines to provide information statements to employees (and former employees) as well as filings to the IRS regarding incentive stock options and employee stock purchase plans are approaching. Companies should be working to...more
Paradoxically, the application of the Hercules Managements duty of care test in cases like Widdrington (Estate of) v. Wightman, 2011 QCCS 1788, affirmed QCCA 1184 (“Castor Holdings”) may actually work to expand, rather than...more
On January 22, 2014, U.S. Securities and Exchange Commission Administrative Law Judge Cameron Elliot (the ALJ) issued an initial decision censuring the Chinese accounting firms affiliated with Ernst & Young LLP, KPMG LLP...more
The insider trading trial of former SAC Capital official Matthew Martoma opened this week in Manhattan with jury selection. The SEC announced the resignation of George Canellos, Co-director of the Division of Enforcement....more
This week in our playbook, we are talking about guarantor and affiliate financial statements.
First, the bad news: As a general rule, all guarantors must present the same audited and unaudited financial statements as...more
DESKTOP STALENESS CALENDAR FOR 2014 OFFERINGS FOR ISSUERS WITH A FISCAL YEAR ENDED DECEMBER 31, 2013 -
When Do Financial Statements Go Stale?
At the close of business on the following dates in 2014 (for issuers...more
On October 2, Joseph A. Smith, Jr., the Monitor of the National Mortgage Servicing Settlement announced four new metrics his office will use to measure the settling servicers’ compliance with the agreement’s servicing...more
In my last blog post, “To Fee or Not to Fee—The Pros and Cons of Payroll Cards,” I discussed the growing popularity of payroll cards and several U.S. senators’ plea for guidance on this burgeoning pay practice. Perhaps in...more
The most frequently asked question at all-hands meetings for a securities offering is “What financial statements will be needed?” The question seems simple enough. But the answer is rarely straightforward.
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